Guess I Need You
by LillyMorgan
Summary: Unable to see past her own grief, Michelle wants revenge against Oscorp for what it has done to her family. Michelle's mission is complicated enough when a self-obsessed rich kid named Harry Osborn walks into her life. Still not privy to Spider-Man's true identity, Michelle juggles her crush on the masked hero while settling in with her new custodial family: the Parkers.
1. You've Got To Make It On Your Own

Welcome back! **For new readers, this is part 2 of a series.** I would suggest reading the prologue Fated To Pretend before reading this fic. However, I will post a summary later for those of you who really don't want to read the prologue.

* * *

Michelle finally got it together just long enough for them to leave the office and head over to the car. As if on purpose, the school bell rang just as they got out the door. Aunt May tried to shield her from the oncoming rush of teens. Michelle couldn't stomach the idea of being seen by her peers and having this event define her story in their eyes forever, even to those who already knew her.

Her family didn't deserve any of it. In trying to resist tears, she pulled herself into a panic where she was just choking back emotion. Trying to gasp air in quietly, she wanted to relieve her lungs before the sorrow could reach her eyes. She couldn't start crying again. If she did, she wouldn't have the control needed to leave.

Feeling a gradual burn on her skin as though the eyes were radiating heat onto her, Michelle realized there was nothing worse than the feeling of being witnessed in her grief. Looking up to see who was staring, Michelle mistakenly made eye contact with some of the last people she ever wanted to see. Flash and Liz were by their lockers talking when they turned to inspect the source of the growing whispers in the hall. She felt helpless in their stares. People were clearing a path in the hall for her when they saw her face. She wondered if she looked as broken on the outside as she felt on the inside.

"Eyes down, Michelle," Aunt May told her quietly. Michelle realized she was right. Focusing on her feet made this easier. As they made their way through the hallways, Michelle felt like she couldn't breathe until they reached the car.

* * *

Peter ran out of Calculus like he was on fire. With the students bustling about, raving over Spider-Man, people were lumped together much more than usual. He didn't even try to avoid hitting people as he ran. The hallways flew past him as he realized he was running too fast for his usual self, but that consideration didn't last a second. Having to grab the door frame to stop himself, Peter scanned the entrance to the principal's office before bursting in unannounced.

"Where are they?" he demanded. Principal Morita, though looking slightly concerned, was not amused.

"They left."

"Where did they go?" With the way the principal crossed his arms, Peter knew this was going to take time. He couldn't spare the chance to catch up with Michelle and May. He had to race time to be able to reach them.

Once again, he raced too quickly through the halls to the locker section that held his suit. With the halls crowded, the students were still at their lockers. Since he hid his suit under the lockers, Peter would have to wait for them to leave.

Catching Flash's attention, Peter didn't startle this time as he approached.

"What are you doing here, Parker?" he asked, though this time the question didn't seem confrontational.

"I'm grabbing something for Ned," he lied quickly, out of breath. One of the taller students next to Flash went back to his point.

"Just when I thought she couldn't look any worse-" Peter was just waiting for them to close their locker doors and leave, staring at his feet and trying to stay off their radar. Flash didn't find a reason to pick a fight and Peter wasn't going to give him one. It didn't even register with him that Liz was standing right there. In fact, he didn't even know what they were talking about.

"You're not funny," chimed Liz in a stern voice.

"Did you see her though? What a trainwreck." He started laughing. Even Flash looked a little stunned.

"Dude!" Liz snapped. The boy only got louder, just as Peter was finally understanding.

"She's plain on a good day but she looked possessed just now. Did you see her, Flash?" the stranger continued. "What was she even crying about? Did someone take her book or something?"

Knowing now that the kid meant Michelle, he wasn't able to grasp what he was doing until he saw the blood on the stranger's face. He didn't even understand what he was doing until he watched the blood coming out of his face. Peter could only stare before looking to the others for help explaining what happened. Liz and Flash were staring back at him like he'd been possessed.

Just before he could figure out whether he wanted to apologize for punching him or if he should just tell him he deserved it, he saw Principal Morita in the hallway. Clearly, he'd followed Peter all the way from his office.

Peter was pretty sure he'd never heard the man raise his voice that way before.

* * *

There was a certain kind of physical pain that came with grief. It was soothing to focus on that ache, because it would always be easier to face than the emotion. The pain Michelle felt after holding her breath for so long, the ache in her eyes from crying, the soreness of her throat from calling for her father. It was better to feel that pain than to repeat what happened in that hospital room.

Michelle almost wished she'd never seen him like that. David looked peaceful, as though he hadn't felt a thing. Still, he wasn't the bright happy man he had been before. He was cold and still, lonely. She never needed to see him like this, but it was her own fault for insisting on saying goodbye.

May needed her own time to see him. Despite her immediate flight reaction, Michelle didn't rush her. Just like herself, May was losing everyone. Besides, May had to make more arrangements on her behalf with the doctors. Being that they had no extended family, Michelle was technically the only one able to make decisions about these things. Even then, they couldn't let her have too much command because she was a minor. With her brother away, May seemed like the only reasonable decision maker around to do the paperwork.

Besides, Michelle was too numb to say much. She just meditated on the physical pain she was feeling, drifting further and further away from this room or her own heart and focusing on the comforting ache. Meditating would get her through everything when compartmentalizing couldn't.

It felt like hours before May finished. On her way out, Michelle didn't fail to notice the hospital that treated him was the same one where her father was operated on. It was too far away from his job for that to be a coincidence.

* * *

This was a mistake.

In Peter's defense, he didn't even know he was going to punch that kid. He'd sworn off defending Michelle ever since she asked him to. This time it was personal, though. It took Peter a lot of time but he eventually convinced the principal to let him go home. Peter had his suit packed, ready to head home, when he saw Ned in the hall.

"May called while you were in detention," Ned explained. Peter pulled his phone out to check his calls. There were five missed in the time he was in the principal's office. "What's going on? She says you have to stay at my house tonight."

"No. No no no," he chanted like a mantra as he called May desperately. Peter wasn't going to sit on this all night. He was responsible for this. Peter felt he should have known, that he should have told Michelle everything about Oscorp. He'd been through this kind of loss and he couldn't let Michelle go through it alone.

"Ned, I will meet you at your house but I have to go find May."

"Peter, what's going on?" Ned asked, concerned. "You've been acting weird for weeks now."

Peter sighed, realizing he hadn't moved yet because he was partially frozen by the predicament of really reaching Michelle. She wouldn't want to see _Peter_ and he didn't know how to get Spider-Man anywhere close to her with May around. "I'll cover for you but you have to tell me what's wrong."

Peter suddenly realized Ned's concern. Peter had spent so much time focused on Michelle and the robbers he'd ignored the rest of his life. Including Ned. Straightening, ending his rush, Peter accepted that he didn't have a solution to this problem yet and needed to ask for help. "I think something happened to Michelle's dad. They called her to the principal's office and Aunt May came over. I don't know where either of them are anymore. I can't help them if I can't find them."

Though it wasn't as though he'd ever forgotten, Peter had a perfect friend in Ned. Peter was on the edge of breaking down and it was like Ned just immediately understood what he was feeling. This was hitting too close to home and the first person he would turn to was missing. Aunt May couldn't be here to comfort him and Peter had forgotten what it was like to face loss alone. He didn't want Michelle to feel like this. He knew what it was like to lose yourself in a deep pit and he didn't want her to have to face that sort of loss at all.

"We'll keep calling," Ned said, extending his hand to carry Peter's backpack for him. Peter reluctantly handed it over, knowing Ned was right to stop him. "May will pick up eventually. If anything happened, Michelle probably wants to be alone."

* * *

The car ride in traffic made May angsty, but Michelle couldn't feel the time pass anymore. Michelle didn't even ask where they were going when she got in the car. The only thing she wanted was to get away from the hospital.

"Does Vincent know?" she asked after a long silence.

May sighed. "No. I called, but there are few regulations on how to best inform him. I figured I should talk to you first."

"They won't let you speak to him directly?" Michelle asked, finally straightening up.

"Possibly. With things like this, though," May paused for a bit, trying to collect herself. "They prefer to tell them in private because it would be too hurtful at visiting hours. Especially in public."

"I don't want a stranger to tell him." They stopped at a light. May regarded her solemnly.

"He will have support. They give him privacy. Someone to talk to. They might give some leeway when we visit." May froze up before slowing the car down. "Is that it? Do you want to go see him today? We could turn around."

"No," Michelle said, changing her mind. "They can tell him." She thought about what it would be like to visit him. Michelle didn't like to show emotion in such a public space, so she imagined the discomfort of her and her brother both falling to pieces around the other inmates and their families. They were both far too reserved for that. She needed to spare her brother her own experience.

"We can visit him tomorrow."

Michelle nodded, done wishing that her brother was in a different situation. They were all trapped where they were and Michelle was done hoping that anything could change. She felt as though it was wise to make her father's recovery mark the last time she felt hope for something so close to a miracle in its sheer impossibility; it was time to reign in her dreaming.

"May, none of it is true," Michelle whispered.

"What?"

"My father was not an addict," she asserted quietly.

"I know that. I just don't know how this happened." Unlike Michelle, it was very clear that in some limited capacity May really believed this was real. Michelle supposed that if she had never met Spider-Man, she would have to believe it too. "He said he threw the medication away."

"They can't just get away with lying like that."

"Who knows, sweetie? Maybe it was the pain. Maybe he just-"

"He knew he couldn't."

"He might have found some. I'm sure he didn't think it-"

"He didn't," Michelle countered, raising her voice. May clammed up, but she didn't get angry. Dialing herself back, Michelle sighed and tried to regain her composure. "I'm sorry, May. I didn't mean to yell."

May simply waved away her concerns, "So where do you want to go? I'll take you anywhere." While Michelle wanted to consider other options, find some way to escape, she knew she couldn't abandon May's side and hide away.

"Home," Michelle decidedly weakly, settling for reality. "I just want to go home."

* * *

Peter was crumbling under the stress at Ned's house while his friend was doing his best to keep him together. They were building a Lego Sandcrawler, the latest in collector lego sets that his older cousin had passed down to him. A few pieces were missing, but Peter and Ned were never picky. They did their best to keep their conversation on anything other than their current endeavors, but occasionally a thought would come to Peter and he'd rear the conversation back to May and Michelle.

"Maybe he's just sick," Peter posed. Ned gave him a knowing look. They both knew they weren't supposed to be talking about it. Peter wanted to stop himself but couldn't. "They could be at the hospital right now. I should go." Peter stood and picked up his backpack for the third time since they arrived, convincing himself to run on after them.

"If they were at the hospital, Aunt May would have had you meet them there," Ned pointed out carefully. "You just have to wait. She'll call you back." Peter didn't know exactly how Ned was picking up on his panic, but he gave him credit for always being able to read him.

It wasn't a surprise either, just a mystery. Peter met Ned years before Peter's parents passed away. The Parkers had just moved a few neighborhoods over to be closer to Uncle Ben. Ned was there for the good before the bad. Best of all, he was the only friend that stuck with Peter when he turned into a brat during his grief. He attacked everyone. He lashed out on his friends just out of spite, due to his facing a lot of conflicting feelings surrounding his grief at the time. Ned took it all when he had to, and stood up for himself when it was necessary. He forced Peter back into a mold of the person he was.

So it was not at all surprising that he was able to tolerate Peter's anxiety now. Ned went back to building the Sandcrawler, clearly expecting Peter to join him. With a reluctant sigh, Peter nodded and threw his backpack down again, resigned to stay. Michelle didn't need him, she needed to be alone.

* * *

As Michelle opened the door to her apartment, May asked Michelle if she wanted to be alone. The real answer was no but Michelle asked her to leave, her words betraying her again. May mumbled a few words about calling her brother before leaving. Michelle drifted into the apartment like a ghost. Looking around the place, it felt ...empty. The Jones' apartment was usually very clean but with her father sick it had gotten very messy. They were in the middle of sorting it out, so there were boxes everywhere. The half that was clean felt very foreign to Michelle now because it didn't feel anything like their home anymore.

Going into her room, Michelle expected she'd feel more comfortable in her safe space. Walking in though, she only felt empty and alone. Standing within the confines of her once sacred space, Michelle realized a trend. Whenever a small discomfort came, an anxious thought followed.

This time, it came to her mind that she'd never have her father's company again whenever she felt lonely.

Before she could start crying again, she wandered back out of her room hoping to settle her mood. Turning the hallway, she saw the door to his room.

Unable to help herself, she went in. It had been some time since she needed to be in his room. Neither of them spent much time home unless they had to. Michelle preferred the library and her father preferred visiting friends. Neither of them needed each other's constant presence to feel like they were close. Even when they were home, they just coexisted in a room, engaging in their own separate activities. It was comfortable and made sense to both of them and Michelle never once had to explain herself to him. Her father was the only one who understood her that way.

Running her fingers through the books on his shelf, she remembered teasing him for his taste in literature. Though he was a clean man, his room never reflected it. The place looked like he had purposefully torn it apart, but that wasn't anything new. There was a certain soothing feeling within the chaos and Michelle drank it all up into her lungs, thirsty for any remaining connection to him.

Michelle could only focus on the smell. The room smelled like his cologne and she really resented that. It made it harder for her to keep it together. Sitting on his bed and hugging a pillow to her chest, she found the right spot to collapse into herself.

* * *

In flashes, Peter felt the memory of time spent in a large stadium, barely full. The air was saturated with the smell of burnt sugar and fried meats. Never one for junk food, he tried his best to swallow the lump of hot dog in his throat, bearing the unpleasant feeling that was coming from his stomach. It was his second hot dog, but he'd always told his uncle that he could eat three without getting sick. Living with him now made it a whole lot harder to hide that he had been lying. His mom and dad were sticklers about health. He was used to the idea of free range meats and organic salads for school lunch. He had never tasted soda, always holding a preference to juice. If he was feeling crazy, maybe even flavored sparkling water.

He was an obedient child. If his parents said no junk food then, even if it cost him dearly, he did not eat junk food.

Hence his uncle's tease "I bet you'd get sick if you ate anything they sell here."

To which a foolish seven-year-old version of himself answered: "I can eat three all by myself."

Four years later, even now that Peter was Ben's ward, Ben was enough of a prankster to hold him to his word. So here Peter was, on the second hot dog, willing himself to swallow again.

Then there Peter went, to the nearest trash can on their walk out of the baseball stadium, vomiting violently just twenty minutes after successfully achieving his goal. This, two days after his 13th birthday, became the most embarrassing day of Peter's life. At least at the time, it was.

It was the first moment in which Peter realized he was dreaming. Still, the dream did not release its hold on him and simply changed the scenery.

Suddenly, he was in Ben's old house. The place was quiet, Peter wandered around, wondering how long this dream would last. Turning the corner, he saw a teary eyed May, wiping away at her eyes in the mirror and trying to put on her makeup. "I'll be right out, Peter."

Even in a dream, his first instinct was to run to Aunt May whenever she looked sad. Peter almost forgot she cried for months after Ben died. He hardly ever saw her. She'd leave notes around the house. Wandering back down the hallway, he found a few on the fridge reminding him of the day's event: the tour.

* * *

Peter startled from his dream to find he had been wrestling against his sleeping bag. Checking to see if he'd woken up Ned, Peter started trying to figure out what the plan was. It was clear he couldn't just sit and wait anymore. He was used to having a plan. Even if he was wrong, he always knew exactly what he _wanted_ to do next. Only this time, the only ideas he had were selfish.

Deep down, in the worst part of himself, Peter wanted nothing more than to lull himself back into the illusion that things could be normal, because believing that Oscorp did this to Michelle's father made him think he had failed her after all this time. Her family was crying out for support and Peter was busy telling Michelle she shouldn't steal.

He couldn't have that sitting on his conscious. Before he could spin back into his own mind any further, he got up and looked for his bag. Clarity came to him: Michelle didn't need him, but maybe she did need Spider-Man.

* * *

Michelle woke up in her father's bed confused for a moment as to how she got there. She had the momentary bliss of forgetting the day's events before they all came back to her. In fact, this was the third time this happened in the past few hours. She would go back to sleep just for the chance of forgetting again.

Her momentary confusion set her up for startling when she heard a tap on the covered window. Approaching, she realized she knew just who it was before she even opened the curtain. She smiled a sad smile, because while she was happy to see her best friend, she knew this would just cause her to break down again. She opened the window and immediately she felt his arms wrap around her.

Michelle normally willed away that feeling of safety that came with his embrace, but she _needed_ it today. She needed someone who made her feel safe. Even if it meant holding onto a tiny sliver of hope, she needed someone to collapse into so she could cry until the horror subsided. He was that person for her.

* * *

 _A/N:_ _I had so much writer's block approaching this chapter that I just had to push through, with the help of a few great people. Thanks to yesshirtbert for_ beta-ing _this chapter for me while Splendid_Splendont is away. Thanks to her again as well as :idicores for actively motivating me through my writer's block. Thanks to Piddling Golem for finally convincing me to post this._

 _I really hope you guys liked this. A deleted scene_ should _be posted for this on my fic tumblr (link in my profile) soon._


	2. I've Never Been The Best At Letting Go

I really hope you guys like this chapter! Thanks to yesshirbert for beta-ing!

* * *

The conflicting feelings Peter had before were not resolved in the way he had hoped. Before, he couldn't decide whether his biggest issue was he didn't have a plan, or because he didn't want to get involved. It was his ultimate decision to pursue Michelle, but he realized as he held her that he was attached in a way that he couldn't afford to be anymore.

Still, devoted to their friendship, he stayed knowing that it would only make things more difficult for him. Staying ultimately cost him. Now, he was sitting on a bench at the foot of the bed, Michelle sleeping on his shoulder. At some point, the tears just tired her out.

Peter thought of the many definitions of friendship and the way the moments played such big roles in his life. There were things like Ned helping him through the loss of his parents, something that got Peter through the experience ending up in a far better place than he was before. There was also the way Peter stood by Ned every hour of every day when Ned's parents were divorcing, solidifying their friendship against any cracks in their reciprocity. Finally, there were moments like this where Peter stood as still as he could so he wouldn't wake Michelle up, as hard as it was to be there. He wanted her to fall asleep without interruption. Once some time passed, he'd be able to move her without waking her up.

Until then, he had to resist every thought about just how much it was going to cost him to let her go. Peter couldn't imagine how after all this time that he'd chosen this moment to figure out his feelings, but he knew what it meant.

Peter did everything to move her without letting his thoughts get to him. He put her down carefully, remembering his promise to her. He didn't know how he would manage to be at her father's funeral as both Peter and Spider-Man but he was going to have to make it work. He didn't let himself linger, knowing if this was going to work, he had to do everything to convince himself he felt nothing for her but friendship.

* * *

The day of the wake, Peter saw Michelle for the first time as himself. Aunt May stayed with her for a few days before Michelle finally agreed to leave her house. Until then, Peter pretended that he didn't know what was happening. When he hugged Michelle this time, she was oddly composed. He assumed maybe this meant she didn't trust him as much. As Peter, he was "other". This was just another reason to cut the cord on his feelings, he thought. They had no hope if she didn't trust him as himself. Especially not if she was meant to forgive him for lying.

Now, he couldn't let that take up too much of his focus. He did everything to keep her comfortable. It was going to be difficult moving her in. The apartment only had two bedrooms, May's and his. May insisted that Michelle take her room but the couch was too small for anyone to sleep in. They told Michelle they had an extra bed, but really that just meant May would be sleeping in Peter's bottom bunk while he slept in the top.

The arrangements were set before Michelle could protest. As expected, she still hadn't come to terms with all of the change. Peter never claimed to always understand Michelle, but her body language was unreadable now. She was like a ghost most of the time. According to May, she had been like this since the day after her father died.

Michelle wouldn't eat breakfast, she only pushed the food around with her spoon when May showed her concern by furrowing her brow, gazing at Michelle and then towards her nephew. Peter spent most of his time staring, he realized. He didn't have any answers for how they could help Michelle. She was never good with strangers. She knew May and Peter well, but not well enough to feel at home with them.

So Peter just watched her quietly even as she unpacked her bags after breakfast, only turning away when she caught him. She went on her laptop, the only thing she completely unpacked, and browsed until it was time for them to get ready. Barely speaking to Peter, she was an entirely different person now and he was going to have to accept that if he meant to help her.

* * *

Walking into the funeral home, Peter was met with more overwhelming memories. He remembered a funeral home just like this one. Much like during his parent's funeral, the room was full of unfamiliar faces, though they were now here for David, Peter couldn't distinguish them from the same strangers who were once there for his parents.

Peter wasn't close to his parents the way some kids were. They were just there. They were good to him. He loved them, but he didn't spend a lot of time with them. They both worked. He preferred his friends. They loved each other, but from a distance. They almost never spent time together outside of the house. Peter barely knew them. .

Maybe that guilt was the worst part.

When he walked into that building, he was the first one there. He was taken to see his parents. When he looked down towards their bodies, he was miserable but he didn't cry. He'd seen them before, in the hospital. They were cleaner now. His mother looked bright. His father was poised. They were the best versions of themselves, the only side he ever got to see. Just like in life, looking at them, they felt foreign. They were strangers. By this time, he had nothing left to give. He had nothing. Ben had to pull him away from his spot. The man's touch was gentle, as he always was. Gentle.

During the rush of people greeting him, he met plenty of coworkers he'd never met before. They all knew his face. They'd speak of the pictures of him hanging around his parents' office. They'd talk about how proud his parents were to have him. Peter spent every greeting willing them not to talk about his parent's love for him. How could it be so obvious that strangers could recognize it and yet Peter never did? If they'd thought about him so much, why did he have to hear about it after they were gone?

Peter was new to the neighborhood, so he didn't have many familiar faces there for him. Ned was his favorite person to see. Ned's parents brought him money, which was just confusing enough to make Peter smile. While Ben tried his best to understand their reasoning, their traditions, May intercepted the conversation to accept the gift respectfully. Meanwhile, Ned pulled Peter aside to explain the foreign concept. They got wrapped up in conversation about many Filipino traditions.

It kept Peter present, talking about something other than his parents at their wake. He needed the distraction. None of those other people were his friends. None of them were important to him. He didn't need them involved or apologizing for his grief.

Thus began his self-isolation, with Ned as his sole exception. They had a sleepover that night, and Ned introduced the first lego set, a gift from his cousin, a simple cheap spaceship model.

* * *

Peter pulled himself out of his thoughts just in time to realize he'd wandered too far away from the rest of the crowd. Turning, he watched Michelle get a hug from Liz before turning to speak to someone he couldn't see. They hugged her, coming into view.

Flash.

Peter did his best not to let his curiosity get to him. He'd always thought Michelle hated Flash. Thankfully, Peter had a perfect distraction to take his mind off of it.

From behind, a man called to him. "You're Peter, right?" Vincent asked, his hands together in front of him. One could barely see the handcuffs behind the suit.

May told Peter to look out for him. Peter recognized the resemblance instantly. Next to them stood a guard, look directly ahead as he ignored them. The guard. May warned him someone would be watching Vincent for as long as he was visiting. "It's nice to meet you. I'd shake your hand but-"

"Vincent?" Peter guessed aloud, though he was sure.

"Yes, Michelle's told me a lot about you." Peter did his very best not to let that get his hopes up. By the stirring in him and the smile on his face, he failed.

"May's told me a lot about you," Peter answered back. He could recognize instantly Michelle was right about her brother. Even in handcuffs and a suit, his attitude radiated charisma.

"Good things, I hope." Peter chuckled, happy that this conversation wasn't uncomfortable. May told him not to be too concerned. Vincent was a good kid, just two years older than Peter. She used to babysit Vincent for David.

"How are you doing?" Peter knew well that it was the worst question he could ask, but he also knew there was nothing else worth asking.

"Better, actually," Vincent answered with a level tone. "I am trying to take it as well as I can." Peter was surprised by his positivity. He knew people handled things differently, but May had warned Peter that Vincent's level-headedness would be stunting. This boy had been to hell and back and handled it all with a smile on his face. Today, he wasn't smiling, but he wasn't crushed either. "It's better for everyone."

 _Oh_.

Peter knew that feeling.

"She's going to get better," Peter mused aloud, hoping that saying it would make it true.

"I don't know what to say to her."

"I lost my parents too, when I was 11." Peter was doing his best not to be surprised at how easy it was to talk to Michelle's brother. Their outputs were so different. Vincent's presence just radiated comfort in the way David's did. "There is nothing to say." David nodded carefully, as they both watched Michelle.

Peter was about to ask why David wasn't greeting the guests when he saw the officer and Vincent exchange a look. The officer was asking him for something. Vincent just nodded, understanding the quiet command. "You should get back to the others," Vincent insisted. "Keep an eye on her for me, would you?"

"Promise," Peter answered, watching them walk off. He forgot May said Vincent wasn't going to be allowed to say or do much around other people. It was expected of those allowed to leave the prison for a funeral.

Vincent seemed to be doing his best not to call attention to himself. Peter supposed it was right to help him. Returning to Aunt May's side, he arrived only for her to hand him an envelope of money. Ned's parents must have arrived.

* * *

The funeral was a much easier process. Every time Peter lost himself in thought about his parents, the mass brought him back. He'd never been to a Catholic funeral before, but the prayers were interesting to him. As May and Michelle prayed, he'd watch the art in the building, unsure of how to mimic those around him. Still, the event went very peacefully, with Peter seeing in May's face that the lectures about loss helped her more than they ached her. However, Michelle seemed untouched by the words, holding a steely stare at the back wall of the church as though she was planning something.

May told him Michelle would be speaking at the committal service. Michelle was never good in front of crowds, she didn't like people. He couldn't imagine how she found the strength to speak.

Wandering towards the burial site, he recognized a suited man with sunglasses on watching from a few yards away. Peter drifted closer, trying to see if it could really be him. Tony.

"You shouldn't have come up to me," he complained quietly. "Look confused."

"Confused?" Peter asked, obeying by mere coincidence.

"That, exactly like that," he answered, nodding at his face. "You're not supposed to know why I'm here. You weren't even supposed to see me."

"You shouldn't be here."

"I know," Tony sighed out.

"So why are you here?" Tony didn't answer, as always, but Peter understood this time. Tony knew Michelle for weeks now. If Peter knew anything about Tony, it was that his sympathy for children was boundless. Peter couldn't imagine what it was like not having a good connection to your only parent, but it was a tragedy that marked Tony's entire future. Even as a young teen, Peter could see that plain as day about him.

"Here she comes," Tony muttered, looking off behind him.

"Tell her Spider-Man is here," Peter quickly requested. He didn't get to wait for an answer.

Louder now, Tony put on a more official tone to his words. "Well, kid, I should get going. I'll see you around the office."

"See you, Mr. Stark," Peter said, as level as he could manage. As he turned, he pretended to be surprised to see Michelle walking their way. She didn't even bother putting false airs to why she was approaching. She just marched right by Peter like it was perfectly reasonable for her to approach Tony Stark looking braced for murder.

Peter wished he was a better lip reader. He could tell by their body language that Michelle was furious, but he couldn't tell much else about the conversation. Before too long, she rejoined the group just as the priest called everyone to their places.

Just as the ceremony was about to begin, a text popped up on Peter's phone. He didn't mean to read it as he silenced his phone, but the contact name distracted him.

 _Anthony: She's planning something._

Peter turned back to see Tony walking away. Looking to Michelle, Peter noticed the eerie calm around her. She wasn't sad anymore; she was cold. Ever since he first saw her after her father's death, being around her felt like being left out of a secret. He had written it off as grief but Peter knew he'd watched her grieve. If not as himself then as Spider-Man instead, and it looked nothing like this.

When it was time for her to speak, Michelle looked to the congregation without tears in her eyes but instead with a stiff and stern expression.

"Growing up, my father was never really one to talk about loss. Although he often looked very serious, the moment you spoke to him you'd realize he is one of those special people put in the world to make you feel good. He focused on the positive, something he wished I would learn from him."

Next to him, May let out a shaky breath. Peter held her hand tightly in anticipation of what she would say next as Michelle continued.

"I read once that trauma has a way of grabbing you. It pulls you into its hold and it's like the entire world has changed with you." Peter's jaw loosened as he heard the words from his journal. Her eyes were avoiding the crowd, looking to the trees for something. Spider-Man. "Grief is a lot like trauma in that way. My father would want us to remember the world continues spinning on without him. He always looked forward to whatever good could come. While we mourn today, he would want us to think not of loss but instead on what he's left us with. We have all been given a purpose. More than anything, he'd want us to continue our work and remember what he's taught us." Peter wondered if anyone else heard the threat hidden in her words.


	3. Won't Admit What I Already Know

Three days later, the time had come. Her father's will was to be read. Michelle knew what to expect when it came to the fate of most of her father's possessions. When he was in denial about the surgery, he reiterated to her just how simple his original will was, easy; his children get everything. He left his friends a few gifts. He left his cousins his fishing gear.

In a pleasant way, David was just a simple man.

Sitting for the will was going to be difficult though. This determined a lot about Michelle's custody. If she was lucky and her father did update the will, it would mention May and she would be able to stay. If not, it would mention her godparents instead, and they would still be considered her legal guardians.

It would be unlikely for her father to have named May as her new guardian, and May had warned her about knowing nothing of the will. Which gave Michelle low hopes for May's chances, as she knew her father would have asked before writing her in.

They were sitting in a lawyer's office in an overwhelming silence. There were chairs set up all around the room, with Michelle sitting in the closest row, off-center. At the center was May, who was arguing with the lawyer about attendance. The lawyer was insisting that they wait for more attendees. May was in fumes, and Peter and Michelle knew why.

Michelle watched Peter when he wasn't looking. She had to wonder what he was thinking about all this. No one ever asked him if he was okay with her staying with them. Truth be told, Michelle didn't even try to level with him about it all. He became oversensitive whenever she looked sad. She was sad most of the time, no reason to hide that fact, but then she would lash out at poor Peter for staring so much. Whenever he tried to relate to her and her experience, she'd find one reason or another to leave.

Now, he looked nervous. She could only imagine why. Turning to her, he surprised her by actually making eye contact. She acted as though she hadn't been watching him back.

"Are you okay?"

Michelle hated that question. "I already know what it says. I'll be fine." The discomfort came with the wait, really. She just needed to know if she could stay with the Parkers. As uncomfortable as that would be and as much as she would complain to herself about it, it was definitely better than foster care by miles.

The legal custody system didn't have to be so difficult, in her opinion. It was simple, staying with the Parkers until her godparents were found was just the obvious play. What her father did or didn't put in the will shouldn't override the temporary placement.

David had a special talent when it came to choosing friends. The room was bustling with them. He was not a man with means, he had very little to give in this will. Still, they all appeared like they had for the funeral, in support of his family. Michelle had to make it through a montage of greetings to even get to her seat. They were all very nice people. May thanked them for all the food they sent to the Parkers' house. Even Michelle had to admit she was grateful there was a group of people out there missing her father possibly as much as she did. They hosted multiple get-togethers since the funeral. They visited her pretty often, most of them even dropped in to see Vincent during visiting hours.

Michelle fidgeted with her sweater as she waited for the lawyer to start. She could only assume the last invite they were waiting for was her mother, who of course wasn't going to show up. Waiting for her only made the entire experience unpleasant. That small, miniscule chance that hell could freeze over and her mother might show up was enough to make Michelle's blood curdle.

To the woman's credit, she never came.

Finally, they stopped waiting and the will was read. Just as expected, the will read exactly the way her father had told her. His friends got gifts, his cousins got the fishing gear, she and Vincent got everything else, but her godparents were named as her guardians in the case of his death. So her father never had gotten around to updating the will before his surgery after all and her suspicions were confirmed. Michelle knew it was foolish to hope for such a thing.

Sighing out, May looked visibly distressed. The lawyer continued on, mentioning her name, "'To May, I entrust Vincent and Michelle's spiritual lives. I cannot ask their godparents to attend mass, but I entrust my children's faith to your capable hands.'" May looked flattered, but still stressed. Before the lawyer went on about the gift David had left her, May turned to Michelle.

"We can use that," she whispered to Michelle.

Michelle wasn't so sure she meant it.

* * *

Michelle knew what it all meant. May was stubborn about saving her. That meant legal fees, court dates, inspections, certifications. As Michelle and Peter waited for May in the car, Michelle couldn't help but voice her thoughts.

"I'm so sorry, Peter," she mumbled quietly. Peter looked surprised she was even speaking to him.

"You're sorry?" he asked, his tone genuinely surprised by her expression of guilt.

Peter was so nice. In times like this, she was really reminded of why she trusted him enough to call him a friend. He hadn't lost that trust, she just wasn't sure they could be called friends anymore with all she'd tossed into his life. Maybe he just didn't know it yet, how with May trying to get temporary custody, both their lives were going to get so much more complicated. It would be needlessly more busy for Peter, who shouldn't have been tossed in the middle of her fractured life.

"Why?" Peter continued, as though he sensed she was going to shut herself off again if he didn't keep probing her.

"You didn't ask for any of this," Michelle said quietly, just before May entered the car. The conversation stopped there, with Peter giving her another one of his longing looks he always had whenever he clearly wanted to say something but couldn't. From Michelle's experience, this wasn't anything special from him, so she didn't think much of it. Peter had a problem with staring. She occasionally did wish he would stop. He made her feel even more on display. She was getting used to it but that didn't make it any less uncomfortable.

At least it meant he cared, or she liked to assume that's what it meant.

* * *

It was over a week since her father passed. Michelle still hadn't stopped crying but she was feeling a little more relief, it was almost cathartic in a way. With time, it didn't take tears to make her feel as though she could come up for air anymore. However, when she wasn't thinking about her father, she was trying to find a way to make the Parkers stay out of her grieving process. She didn't like showing feelings, especially not of this gravity. She especially didn't like being seen having these emotional moments, Michelle had never been much of an exhibitionist.

Still, whenever she started a crying fit, they would rush to her side like she was a sick infant being monitored. Aunt May would start holding her and Peter would stare at her helplessly the way he always did. They both looked inconsolable whenever she cried. Their sympathy only made her guilt worse.

Still, there were things she had to be grateful for. After all, her situation could be much worse. At least she had a mission to focus on. Whenever things got too quiet, she snuck into her research because it was all she had. By the time she'd have to sit for her interview at Oscorp, she'd be an expert.

It was in the afternoon that she found herself a quiet moment to review her progress. Tea at hand in her special mug, she settled in for a long work session. Her journal open, she crossed off most factors in her plan except those involving Spider-Man. Since the funeral, they didn't have a chance to cross paths. She was sure she'd be able to find him in the tunnel but that was only if the Parkers ever left her alone long enough to leave the apartment undetected.

Michelle had received an email just the day before regarding the internship, inviting her to sit for a talk with one of their HR representatives. It was just a formality, she was told. She had two weeks to break the news to May that she wanted to find a job. She had been drafting her speech for a while now. Her excuse was a desire to take her mind off of her grief over the winter break. Honestly, it was completely believable.

It was only a matter of time before she'd have to tell her. Michelle's biggest concern was seeing how she would take it. It was very soon for her to take on new responsibility, but May always trusted her. Ever since she moved in with the Parkers, May made no move to parent her unless it was something subtle and vital for survival like getting her to finally eat something.

Turning her head when she heard the door, she turned back quickly when she recognized Peter. With May in Peter's room napping, Michelle knew they had no option for avoiding each other now.

For the first time since that short conversation in the car, they had to talk.

"How was school?" Michelle asked politely, hoping to control the situation.

"Michelle." Peter cut her hopes short immediately. "You have nothing to be sorry about."

Annoyed by the fact that Peter would just jump back into their week-old conversation, Michelle decided to play it off. "I was just emotional. It was nothing," she told him, her tone dry like it used to be. "No big deal."

"I just-"

"Peter, really, you don't have to say anything. It doesn't matter."

"It matters to me," he insisted. Michelle did her best not to make eye contact. "I'm happy you're here. I'm happy we can help. We're friends, remember?"

"That is a big leap, Peter," Michelle answered, looking away from him still. "Every day we're either discussing custody, living arrangements, or money. You're practically sleeping on the couch because of me. I get May's room and you both have to cramp onto a bunk bed. That's not fair." All Michelle wanted was for Peter to drop the subject. Normally he didn't press anything if it upset her but he seemed determined to help.

"We want you here, Michelle."

Getting out of her chair, she decided she'd had enough. "Peter, you can say anything you want to make me feel better," she said softly. Finally making eye contact, she felt wrong for being so moody with him. He just didn't see things the way she did. It wasn't about how he felt, it was just the truth. "It doesn't change the fact that I'm an inconvenience at best." She shut her laptop and packed it. "Tell May I went to the library," she muttered before throwing on the backpack and walking out.

* * *

For the first time since she'd been with the Parkers, Michelle worked up the nerve to attempt going into the tunnel. The long way became the entrance of choice ever since Tony interfered. They had a few distractions set along the way, a trap or two, and then a locked door at the end of the lengthy passageway, which Michelle had warned Spider-Man not to use that entrance because of how long it took, and thus it became the safest way to enter, since the tight space in the other pathway was making them very claustrophobic.

Spider-Man wasn't there when she arrived. It was a pity, since she missed her old friend, but she knew they'd run into each other soon. Peeling down the sticky notes she left on the uneven wall when he was avoiding her, she pushed away the anxious thought that maybe he was still now avoiding her.

She knew the real reason he wasn't around. He had no way of reaching her with the Parkers always at the apartment. Perhaps that was part of why she resented their watchful eyes. She missed her best friend. She missed the comforting feeling of having someone around who understands her the way he does.

She penned him a long letter about where and when to find her. She knew May and Peter's schedule well enough by now. May liked to pop in at home at random times to see how she was doing. Despite being busy at her job, it was clear May didn't like the idea of leaving a teenager in the house 8 hours a day without supervision, even one as tame as Michelle.

Considering Michelle was conspiring with a masked vigilante behind May's back, she couldn't blame the woman for being paranoid. She wasn't exactly innocent, even if May knew nothing about her escapades.

Still, she'd figured out the pattern of when she could expect the Parkers to be away so that she could either sneak out of the complex or meet Spider-Man on their apartment roof. More than anything, she just needed to _see_ him. Even if she couldn't tell him about her plans, she wanted things to go back to normal. Working with him became her after school job, sometimes like an extra curricular. Other times, it was her life and all she had to look forward to. Despite the Oscorp mission, she missed the feeling of helping the little people, catching the bad guys. In fact, she was addicted to rush of those adventures. It scared her a little how much she needed it to feel productive. This Oscorp thing gave her a way to channel it. Maybe it sounded like revenge, but to Michelle's grieving mind she felt it would make a difference if she took the corporation down by any means necessary.

She wrote nothing of Oscorp in the letter, instead hoping that Spider-Man would meet her in person to discuss it. They hadn't spoken since that night they met after her father died. Michelle wouldn't think about how much that night meant to her. That rushing feeling she'd get around him when she thought of him as anything other than a friend... it made her feel like she was ignoring the tragedy. As though it was wrong to feel something other than sadness and grief so soon after her father's death. It didn't sit well with her, feeling something good when she had a job to do.

Still, she found herself wishing it all would mean something to him too.

* * *

With her tea cup in hand, Michelle caught Peter interrupting her work session again by coming into the kitchen and beginning to rummage through the dishes one by one. She expected him to take a minute at longest but he was still there ten minutes later, looking more and more confused by the minute.

By the stress radiating off of his person, she could tell he was also worried about finals. They were both spending all of their free time studying. Typically, between the three of them, May was the one begging them to come out of their cocoons and take a break. If Michelle wasn't actively avoiding Peter, she'd be asking to study with him so the ordeal would be less lonely. It was for the best that something keep him occupied. She felt a bit like Peter was getting suspicious of her and she couldn't tell if that was just her own paranoia.

"What are you doing?" Michelle called out to him from the furthest seat on the couch. That seat had become her nesting area. Considering the fact that Michelle wanted May to stay in her room as long as possible during the day, Michelle did her best to make the living room comfortable for herself. Stepping away from her laptop, she quizzically approached the kitchen. Peter looked panicked.

"I told Aunt May I'd cook today since she has her interview." Approaching the money subject, May had told them both recently that she was looking to get a promotion at work so she'd be able to support them better. Michelle had offered to take a job many times, only to be refused.

"Okay?"

"I can't cook."

"Doesn't May know you can't cook?" she questioned. The woman raised him for the last four years, this fact couldn't just be missed.

"I told her I learned during the summer." Ah yes, the internship.

"But you didn't." He looked like he was about to make an excuse so she raised a hand and stopped him. "Peter, did I ever tell you you are the worst liar I've ever met?"

"You'd be surprised," he replied, a sudden knowing cheekiness about him as he quickly continued his panicked rummaging. Michelle must have been imagining things.

"What am I missing then? You're never going to get dinner ready on time."

"What if I make really nice sandwiches?" Michelle looked at him skeptically, baffled at how anyone could be so innocently naive.

"Go for it," she encouraged sarcastically. Peter looked too rushed to catch her insincerity. Reaching up on a shelf, he was struggling to get the mayonnaise off the top of the fridge.

"Do you need help?" Michelle chimed in an amused tone as she watched him struggle. She never had a chance to tease Peter about his height but this seemed like the perfect moment.

"I can get it myself, thanks."

"Just don't drop i-" As if she had willed it to happen, the jar slid just off the door in Peter's direction. She was about to cry out in worry but the jar shattered upon making impact on him.

That wasn't normal.

What a freak accident. "Peter, are you alright?"

"Yeah," he answered, staring down at his sweater like that incident wasn't weird. Normally something like that had to hurt. Watching him curiously for a moment, she wasn't snapped out of her confusion until he started trying to remove the stain. As he tried to fix it, he cluelessly rubbed it further into the fabric.

"Don't!" she warned, feeling herself holding back an eye roll as her hand went for a rag. "That is a nice sweater. Don't ruin it in front of me."

"You like my sweater?" he asked, a weird nervous tone to his voice as she came closer. She began blotting at the stain, attending to it carefully. Briefly looking him in the eyes, she tried to figure out if something was wrong. He seemed okay, but he was turning red as she stared. Maybe he was catching a cold or something.

"Not so much now. You look terrible," she said, before laughing to herself about how this was almost her own fault. She hadn't meant any harm with her tease, she just liked taking every opportunity to remind Peter he was shorter than her.

"It is really nice hearing you laugh again," Peter said, completely out of the blue. Michelle studied him for a second before smiling. She looked down at the rag in her hands and stopped cleaning.

"You know, I never got to thank you."

"For what?"

"At the dance. I was going to thank you for being there. I never got to it," she told him, looking down at her hands as she finished up cleaning the stain.

"What are friends for?" He was looking at her in a way that made her feel like she was missing the secret joke. As he took a step closer, she realized they were practically in each other's faces and she stepped away. She liked her personal space and she wasn't feeling comfortable so close to him once the mess was cleaned up. Playfully hitting him in the shoulder, she grinned.

"You may be a bit of a flake, Peter, but you're alright," she told him warmly.

"That might be the nicest thing you've ever said to me."

"Don't get used to it."

"I think this merits a hug-" Michelle knew exactly where that was going. Fearing his mayonnaise-stained sweater, she took a step back in preparation. "Get over here." He came towards her.

"No!" she shrieked out, running away before he could ruin her own sweatshirt with that horrible paste. Rushing into May's room, he was right on her tail before she slammed the door, laughing from the other side when he failed to ensnare her.

* * *

With the end of the school semester coming, Michelle had been allowed to work from home to prepare for the final exams. They offered to talk about giving her more time, but Michelle knew she needed the distraction. Peter would have to present at the science fair alone. Michelle didn't want to go because she knew that she would feel as if her win were just out of pity for her loss.

Still, she was expected to pick up her work from school. She passed Flash, who asked her how she'd been before filling her in on classwork. He'd just joined the decathlon team, and he seemed very proud about getting the team jacket. As much as he was a bully and she didn't like sympathizing with bullies, Flash was starting to grow on her. He'd been kind enough to come to the funeral and he was actually quite nice about the entire ordeal.

By some chance, he got her phone number and started texting her funny images. It wasn't much, but it was enough to make her smile from time to time. If she had to think about it too long, she assumed he was lonely and looking for a friend. As much as he could put up a front about loyalty, Flash's friends were quite horrible, vapid people. As insulting as he could be, Flash seemed to have a line he wouldn't cross when it came to hurting others. That didn't necessarily make him a good person, but it made him better than his friends.

That is, Michelle could think all of these things until Peter caught her texting him. The look on his face was unreadable but she felt like it had to be somewhere between concern and betrayal. She promised him she wouldn't get invested in befriending Flash, and she expected to fulfill that promise. After all, she wasn't going to be friends with the boy who tortured her only other friend.

As they caught up, Michelle started wandering towards her locker. She did her best to hide her discovery of a note. Spider-Man was asking her to meet him in the tunnel after school ended. There was only a half hour left until that time, but she knew she couldn't go directly. She thought about texting him that she'd be late, but with the silence he'd left her in, she didn't plan on being the one to break it.

Rushing home, she dropped off her things and got changed. Maybe it was a little pathetic to try and get out of her sweatsuit and into real clothes, but Michelle decided she was being too hard on herself. She'd dress decently for any friend. _Right?_

It took her a little bit longer than she expected, especially being that she felt a bit nervous going back. Once she stopped stalling herself by pretending it was really about her outfit and not about her nerves, she left the room with a new confidence. Sure, the last time they met she was a mess. He must understand why. To be embarrassed would be silly. She didn't want to make a big deal about something so small. There was nothing to be nervous about.

Confidently stepping out into the hallway, she strolled towards the door until she saw him. Peter was staring back at her, looking guilty, sitting in her seat on the couch. Her laptop was on the table in front of him. His hands were still on the keys when she first saw him but now they'd retreated to his side.

"Peter, what are you doing?"

* * *

 _A/N: Sorry I'm so late!_

 _Beta: YesShirbert on Tumblr and AO3_


	4. The Clock Is Ticking

Michelle hadn't spoken to Peter in weeks.

It was disastrous to the point where even Aunt May was worried about them. Every night as Peter stared up at his ceiling, he'd speak to Aunt May. She was still sleeping in the bottom bunk. They'd talk about her day at work or his day at school before she'd slip in a question about Michelle. Peter didn't know what to tell her. He stayed honest as he confessed with the simple words: _He messed up._

He couldn't even defend himself. Michelle didn't take any of his lies seriously. That look on her face haunted him. It was so much worse than facing her anger. He watched her range in reaction, watched confusion turn into disappointment. Then there was something else, this deep-seated pain that he couldn't understand. He thought she'd be angry, but she looked heartbroken.

May was doing her best to stay impartial but with the way Michelle couldn't even make eye contact with Peter, it was clear she was becoming afraid. Michelle's reaction sparked much more than concern in both of them, it sparked fear.

Finals week passed. Michelle's grades were the best of her life, perfect scores across the board. Peter supposed she must have worked hard through her grief.

Peter didn't mean for her to see his grades, but she peered over his shoulder without his permission. He supposed he deserved that. He had low scores, clearly affected by all the stress he had this semester. Peter really let himself go in school.

Turning to meet her eyes, Peter could immediately tell what Michelle was thinking. "It's not your fault," he countered the look on her face. She simply frowned and walked away from him like she always did now.

* * *

Even Tony had something to say on the matter. Peter rarely saw him angry but he had to confess that this time the anger was almost comical. He knew Tony had to care about him somewhat but Tony was flipping out about his grades like it was the end of the world. It made Peter feel significant-

"No training until you get your grades up."

Peter's eyes almost popped out. "What?!"

"You're fired until your grades get back up. Until then, you can talk to Happy about your GPA."

"You're overreacting."

"I did not take you on to ruin your future." Peter couldn't help himself. He started laughing. Tony sounded like such a parent. "School comes first."

"They were a couple of C's. It's my first year of high school." Tony was visibly upset and Peter was doing his very best to stop cackling about it. It was difficult to be the adult in the room around Tony but for once Peter had the upperhand.

"You're getting a tutor." Peter swallowed a laugh. "What does Aunt May think about all this?!"

"She doesn't know yet." Before Tony could continue panicking, Peter preemptively started begging. "And please, please don't tell her. She's been working overtime trying to get a promotion. Money's been tight, she'll stop if you tell her."

"A promotion?" Tony asked, suddenly distracted.

"Please Tony," Peter continued, figuring this was just another attempt of Tony's changing the topic to be about Aunt May. Peter did his best to ignore Tony's focus on her, but occasionally it did take over the conversation.

"What does she even do?"

"Marketing."

"For what?"

"Mr. Stark," Peter insisted, trying to get back on subject.

"Sorry. Fine. If your grades dip again, you're fired."

"Mr. Stark!"

"I don't make the rules." Tony walked away, making it useless for Peter to remind him that these were his own rules.

"Do you ever say goodbye?" Peter called out after him.

"I don't like goodbyes," Tony answered as he got into the elevator. The doors closed between them.

* * *

Meanwhile, Michelle and May were having a great time. Michelle asked May for help doing her hair one day, and that turned into a whole debacle. Michelle's hair was different, Peter would come to learn. May couldn't style it the way she would her own hair. They spent days trying to figure out how to style it.

Peter never really looked into it, but it did allow for these sweet moments where he'd walk in and see Michelle and May laughing over their newest mess in the kitchen. He smiled every time he heard them make plans in private to go out and see movies or go to events. Even if he and Michelle were having problems, he really wanted Michelle to feel at home with them. May may not have signed on to parenting, but Peter couldn't help thinking she was made to be a mother.

And more than anything, he noticed she'd clearly been waiting for a daughter.

It was in little things, like the way her eyes would light up when Michelle asked her what an eyelash curler was and then tried to show her. Michelle hated it and complained about the painful things women as expected to do for beauty. Then surprisingly, May's eyes lit up once again. Peter didn't mind the week long theme of waxing and plucking and the patriarchy. In fact, it was a little fun to listen to how passionate they were on the subject.

May's affection wasn't just because Michelle was a woman, though. May seemed happy having more people in the house. Peter never really thought of May as lonely but ever since David died, Peter realized May never really had other friends. Even then, David was Ben's best friend. Her whole life was going to work and taking care of Peter.

Peter never thought the connection between the two women would come back to bite him, really. They even started inviting him. At least, May would insist he should come with them. He was not completely interested in the history museums or the art shows, but the occasional poetry slam or satire play could be interesting. Both women held similar, diverse interests. In plain words, Peter never had any idea what they were doing, but he passively enjoyed it enough to accompany them. And he never regretted it.

That is, until Aunt May canceled on a play.

Peter was practically begging her to come. The idea of spending the night just with Michelle made him nervous. There was no telling how little it would take for him to make things worse. "Please May, you have to."

"My boss is staying overtime so I have to stay."

"We can cancel," he amended desperately.

"Tonight is their closing night," May sighed out. "Just tell Michelle I'm sorry. Keep her company."

"I don't think I can go, maybe she can-"

"If you can't go, Michelle can't go." Peter forgot May put Michelle under the same rules as his own. No trips to Manhattan alone. "I know you're fighting, but-"

Hearing May refer to it as fighting made Peter realize he was being a bit immature. They weren't fighting. He made a big mistake and she was giving her hell for it. "You're right. I'll take her. Good luck, Aunt May."

Looking for Michelle, Peter met her at the bathroom door, clearly still trying to style her hair.

"Can I help you?" she asked after a long expectant silence.

"May can't go."

"The play's canceled?"

"No. She says I can take you, so you don't miss it."

"I don't want to go with you," she blurted out immediately. To say Michelle was blunt would be an understatement.

Peter sighed. "Today's the last day and May won't forgive me if I let you go alone."

"So I won't go," she decided as she started undoing her braids.

"Oh, come on." Michelle quickly worked her way undoing her hair. Peter couldn't believe she was angry enough to ruin her day's plans just to avoid him. He couldn't help the weak tone in his voice. "Michelle."

"I'm not going, Peter."

"I won't talk. At all. I'll just take you there, we'll watch the play, then I'll walk you back." Michelle stopped undoing her hair and looked at him, considering it. Sighing out, she rebraided her hair without another word.

* * *

On the walk there, Peter made a few attempts at talking to Michelle, all of which ended in her turning around and attempting to walk home.

When they finally got to the theater, Michelle went to look for their seats at the very back of the theater. He offered to get water, if only to stall from having to sit alone with her. Going to get the water, he took a look around the playhouse. The theater was small, but everyone was still somewhat dressed up. It made it so much easier for Peter to see her.

Donning what looked like jogging clothes, she was still easily one of the prettiest girls he'd ever seen. She was about his age, standing alone in the middle of the crowd and smiling as if at nothing in particular. Her eyes were shining with excitement. Peter did his best to stop staring, but he knew better than to think he'd succeed. They met eyes and she smiled back at him for a long minute. Peter didn't know how the man at the front door let anyone dressed so informally into the theater. He was sure there was a dress code, but if they were like him they were too busy admiring her bright green eyes to pay attention to what she was wearing.

As he received the waters from the bartender, he never took his eyes off her. The cups slipped in his hands and fell to the table, forcing Peter to turn away. The bartender looked so annoyed Peter didn't dare ask for another. When he looked back, she was gone. He looked around for her until the announcer called everyone to their seats and Peter returned to Michelle empty-handed.

"What happened to the water?" she asked quietly as Peter got into his seat. He didn't really have an excuse ready.

"I got distracted."

* * *

Just as the play pulled into its third scene and Peter was starting to understand the show, his eyes looked off. In one of the balconies, he saw the girl again. Time was lost as he kept watching her. She just seemed so happy to be there. Her eyes never left the stage. She laughed with every joke, her laugh so infectious Peter laughed with her.

Peter isn't sure how much time passed before the alarms started blaring. The sound was loud enough to make everyone jump out of their seats. The announcer began listing instructions about the fire exits. The lights shut off suddenly, leaving everyone in the dark just as a high-pitched voice yelled fire.

Peter had his focus on Michelle. He took her hand and she didn't resist him. They filed out with the others in a rush, their eyes looking for the fire on their way out.

Outside, Michelle was scared and trying to catch her breath. Peter did his best to act like a fire had been enough to scare him. Facing life and death every day as Spider-Man, a fire he couldn't see was not enough to startle him.

A woman came out of the theater screaming so loud over everyone else's voice, calling for help. "There's a girl still in there," she called as the last of the playgoers exited. Peter turned back to her before giving Michelle a good look over. She was safe. She wasn't hurt. His job here was done.

It was as if she could tell what he was thinking.

"Peter," she tried weakly, "don't." Peter turned and ran into the building, ignoring her calls for him.

* * *

After minutes of searching, Peter finally found the girl wandering by the balcony. "What are you doing?" he called out to her. He couldn't see the fire before but the smoke in the building was overpowering him.

"I got stuck," she said gesturing weakly to the other halls as she coughed. Her voice sounded mangled like she'd been in the smoke too long. Peter reached out for her hand, also gesturing for her to follow him.

"Breathe through your sleeve," he instructed her loudly. The building seemed to be caving to the fire. Small bits of the ceiling were falling, occasionally hitting them as they passed. Peter was hit by one on the cheek before he cried out and wiped it away.

It took time, but eventually, they got back to the door just in time. The girl got through mostly unharmed, just her hand burned when she reached for a door knob with her bare hand. The door was blocked by fallen debris but they both called for help until someone came to help. Without his suit, Peter had no option except to ask for assistance. He was useless without the suit.

* * *

Soon enough they were outside, in shock blankets sitting in the back of an ambulance as nurses checked on them. Peter was doing his best to look for Michelle in the crowd. There was no way she'd leave without him but he couldn't find her. Meanwhile, the girl finally spoke up as the nurses walked away. "You saved my life."

Peter could hardly hear her in his worry. "Are you okay?" he asked, finally turning to her.

"Yes. Your face isn't looking so great though," she said, her voice small. He wondered if she was still recovering from the smoke, even his throat felt like hell after the experience and he was there much less time. She reached up to his cheek to outline the burn. "Do you even feel it? It looks like it hurts."

Peter couldn't feel the sting, he still barely looked at the girl as he watched for Michelle. As a wave of firemen poured by from the other side of the building, Michelle was walking with them before seeing Peter. Peter realized the girl's hand was still on his face as he pulled away and rushed to Michelle. She looked hysterical, her eyes swollen with tears. Peter wanted to hug her but she looked mad.

"Are you ok-"

"What is wrong with you?" she asked angrily, her voice cracked.

"Michelle, I had to-"

"Something could have happened to you! Why would you do something so stupid?" Peter was speechless, never having had a crying girl yell at him as she sobbed. He felt so helpless. "You could have been hurt. I was following them everywhere while they looked for you."

"I'm sorry, Michelle," Peter said, feeling weaker as he watched Michelle struggle against more tears. This was not how he wanted to find out if she still cared about him.

"What would I tell Aunt May, Peter, if anything happened to you?" That stung. Helplessly, he signed out, trying to explain himself. He gestured to the ambulance.

"I was looking for you."

"Sure looked like it," she answered him sarcastically. He regretted his choices to this point, but he didn't know if he would have done anything differently. That's what really crushed him.

Just as she turned to leave, Peter heard a distant "there he is!" Turning to see, it was the same old lady who called for help. She was pointing in his direction. A handful of reporters and cameramen ran to him, putting themselves in his way of catching up with Michelle. He called for her and she ignored him.

Turning, he saw the girl point to him as well as she spoke to cameramen. He recognized the local news channels' logos on the microphones being pointed in his face.

Peter Parker was going to be famous.

* * *

 _A/N: I know this was not happy and the angst is getting harsh, but the next post is going to be a lot easier. Promise._


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